NXG Cushing Midstream Energy Fund filings document closed-end fund capital structure, material agreements, adviser relationships, and governance matters for the SRV common shares. The disclosures identify the fund as a non-diversified closed-end investment company with Cushing Asset Management, LP, doing business as NXG Investment Management, serving as investment adviser.
Form 8-K materials record material agreements connected with common-share rights offerings and related prospectus materials. The fund's regulatory disclosures center on common shares of beneficial interest, shareholder rights mechanics, distribution policy, NAV-sensitive closed-end fund economics, leverage considerations, and risk factors associated with a portfolio of midstream energy investments.
NXG Cushing Energy Fund (SRV) and NXG NextGen Infrastructure Income Fund (NXG) are asking shareholders to elect trustees and approve new advisory agreements tied to a change in their adviser’s ownership. NXG Cushing, LLC, owned by senior employees, plans to acquire enough interest in Cushing Asset Management to reach about 62%, replacing Swank Capital as general partner and triggering a technical “change of control” that terminates the current agreements.
The Boards state the new advisory agreements keep the same investment strategies, advisory services and fee rates, including the 1.25% advisory fee with a 0.25% waiver through February 1, 2027. Portfolio management and senior leadership are expected to remain in place. Trustees highlight strong long-term performance versus small peer groups, while noting relatively high total expense ratios. They unanimously recommend voting “FOR” all trustee nominees and “FOR” the new advisory agreements to avoid disruption of advisory services.
The Boards of NXG Cushing Midstream Energy Fund (SRV) and NXG NextGen Infrastructure Income Fund (NXG) are soliciting proxies for a joint Annual Meeting on June 18, 2026 to elect Trustees and request shareholder approval of new investment advisory agreements to permit Cushing Asset Management, LP to continue as each Fund’s adviser following a planned change of control of the Adviser.
The Adviser transaction would transfer controlling interests to NXG Cushing, LLC (expected ~62% ownership upon closing) and replace Swank Capital as general partner. Approval of each Fund’s New Advisory Agreement is required because the change of control would otherwise cause an assignment and termination of the current advisory contract. The Boards, including Independent Trustees, unanimously recommend voting FOR both proposals.
SRV submitted an N-CEN annual report providing standardized fund-level disclosures required for registered investment companies. The report includes broker commission detail: aggregate brokerage commissions paid during the reporting period were $1,045,917.23, with individual broker payments listed, including $355,330.16 and $127,362.18.
The filing otherwise contains template fields for fund identification, governance, advisers, custodians, securities lending, and other operational items that are left blank in the provided excerpt.
NXG Cushing Midstream Energy Fund director Andrea Mullins increased her stake in the fund. On 02/06/2026, Mullins purchased 240 common shares at $41.63 per share in an open-market transaction.
Following this trade, Mullins beneficially owns 1,251.0794 common shares directly. This total includes 11.0794 shares acquired through an Automatic Dividend Reinvestment Plan, where cash distributions are reinvested into additional fund shares.
NXG Cushing Midstream Energy Fund reported a modest year, with a Net Asset Value (NAV) total return of +1.16% for the 12 months ended November 30, 2025, slightly ahead of the Alerian Midstream Energy Select Index at +0.48% but far behind the S&P 500 at +15.00%. Share price total return was +1.26%, and the stock ended the period at a 4.76% discount to NAV.
The Fund paid $5.71 per share in distributions, all classified between ordinary income (76%) and long-term capital gains (24%), while Distributable Cash Flow of $6.8 million covered only a fraction of the $25.1 million distributed. Average leverage was high at 32% of managed assets, with year-end borrowings of $55.3 million supporting a portfolio focused on midstream energy, utilities and power-related names benefiting from AI-driven electricity demand.
Net assets rose to $201.9 million, aided by at-the-market share issuance of $27.7 million. After year-end, the Fund completed an oversubscribed transferable rights offering raising about $62 million of additional equity and declared a $2.14 special distribution to meet regulated investment company requirements.
Sit Investment Associates, Inc. and Sit Fixed Income Advisors II, LLC report beneficial ownership of 323,176 shares of NXG Cushing Midstream Energy Fund common stock, representing 5.2% of the fund’s outstanding shares. The percentage is based on 6,223,470 shares outstanding as of May 31, 2025, as adjusted for the issuer’s December 11, 2025 rights offering and offering program. Both entities are registered investment advisers and hold shared voting and dispositive power over these shares through client accounts they manage. The firms state that the securities were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing control of the fund, and they formally disclaim beneficial ownership beyond their advisory role.
NXG Cushing Midstream Energy Fund director reports share purchase
A director of NXG Cushing Midstream Energy Fund acquired 400 common shares on December 18, 2025 at a subscription price of $39.89 per share. The purchase came from exercising rights to acquire common shares in the fund’s transferable rights offering, which expired on December 11, 2025. Following this transaction, the director beneficially owns 1,000 common shares, held directly.
NXG Cushing Midstream Energy Fund director share purchase disclosed
A director of NXG Cushing Midstream Energy Fund reported buying 250 common shares of the fund on December 18, 2025 at a price of $39.89 per share. The transaction arose from exercising rights to acquire common shares in the fund’s transferable rights offering, which expired on December 11, 2025 at the same subscription price.
After this transaction, the director beneficially owns 1,008 common shares, which includes 8 shares acquired through an automatic dividend reinvestment plan. This filing reflects a relatively small, rights-driven increase in the director’s personal investment in the fund.
NXG Cushing Midstream Energy Fund’s portfolio manager reported a small increase in ownership through a recent rights offering. On December 18, 2025, the reporting person acquired 80 common shares at a subscription price of $39.89, tied to the Fund’s transferable rights offering that expired on December 11, 2025. The final number of shares was confirmed after pro-ration and allocation under the over-subscription privilege.
Following this transaction, the reporting person directly beneficially owns 260.351 common shares, which include 23.675 shares acquired through an Automatic Dividend Reinvestment Plan (DRIP). This filing reflects routine portfolio manager participation in the Fund’s capital-raising rights offering.
NXG Cushing Midstream Energy Fund is conducting a rights offering for up to 1,555,870 new common shares of beneficial interest. Existing shareholders of record as of the close of business on November 17, 2025 receive one transferable Right for each common share they own, and every three Rights allow purchase of one new share on a 1-for-3 basis. Shareholders who fully exercise their Rights may request additional shares through an oversubscription privilege, and holders of fewer than three shares may still subscribe for one full share. UBS Securities LLC is serving as dealer manager, with Equiniti Trust Company, LLC as subscription agent and EQ Fund Solutions, LLC as information agent, under the Fund’s effective shelf registration on Form N-2.